Deepika Pakianathan
Karyopharm TherapeuticsAbout Deepika R. Pakianathan
Deepika R. Pakianathan, Ph.D. (age 60) has served on Karyopharm’s Board since April 2013. She is Managing Member at Delphi Ventures (since 2001), previously a senior biotechnology banker at JPMorgan (1998–2001), research analyst at Genesis Merchant Group (1997–1998), and a post-doctoral research scientist at Genentech (1993–1997). She holds an M.S. and Ph.D. from Wake Forest University, a B.Sc. from the University of Bombay, and an M.Sc. from the Cancer Research Institute at the University of Bombay.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Delphi Ventures | Managing Member, leads biotech investing | 2001–present | Investor oversight and portfolio leadership |
| JPMorgan | Senior Biotechnology Banker | 1998–2001 | Capital markets/advisory experience |
| Genesis Merchant Group Securities | Biotechnology Research Analyst | 1997–1998 | Sell-side coverage |
| Genentech | Post-doctoral Research Scientist | 1993–1997 | Scientific research foundation |
| Stealth biotech companies (2) | Chief Executive Officer | Since Sep 2019 and Aug 2023 | Executive leadership at early-stage biotechs |
External Roles
| Company | Public/Private | Role | Committees/Positions |
|---|---|---|---|
| Theravance Biopharma, Inc. | Public | Director (since Jul 2020) | Chair, Nominating & Governance; Member, Audit; Member, Development & Commercialization |
| Mereo Biopharma Group PLC | Public | Director (since 2019) | Chair, Audit; Member, Remuneration |
| Palleon Pharmaceuticals, Inc. | Private | Director (since Dec 2020) | Lead Director; Chair, Audit; Chair, Compensation |
| Freenome Holdings, Inc. | Private | Director (since Jan 2021) | Chair, Audit; Member, Compensation |
| Prior public boards | Public | Multiple (Alder, OncoMed, Alexza, Calithera) | Various roles; Calithera through Dec 2023 |
| Prior SPAC boards | Public | Director (Foresite Development Corp I/II) | 2020–2021 |
Board Governance
- Independence: The Board determined all directors except the CEO are independent; Dr. Pakianathan meets Nasdaq independence, and serves on fully independent committees (Audit, Compensation).
- Financial expertise: Designated an “audit committee financial expert” under SEC/Nasdaq criteria.
- Committee assignments (current): Chair, Compensation Committee; Member, Audit Committee; Member, Commercialization & Portfolio Committee.
- Board activity and attendance: Board met 8 times in 2024; each incumbent director attended ≥75% of Board and committee meetings.
| Committee | Role | 2024 Meetings |
|---|---|---|
| Audit | Member | 7 |
| Compensation | Chair | 5 |
| Commercialization & Portfolio | Member | 4 |
- Board service limits (overboarding controls): Non-CEO directors may not serve on >5 public company boards; CEOs of public companies capped at 2 other public boards.
Fixed Compensation
| 2024 Director Compensation Policy | Amount |
|---|---|
| Annual Board retainer (non-employee) | $50,000 |
| Lead Independent Director retainer | $35,000 |
| Committee Chair retainer (each of Audit/Comp/NCG/Commercialization) | $20,000 |
| Committee member retainer (non-chair) | $10,000 |
| Deepika R. Pakianathan – 2024 Director Pay | Amount |
|---|---|
| Fees Earned or Paid in Cash | $90,000 |
| Option Awards (grant-date fair value) | $46,078 |
| All Other Compensation | — |
| Total | $136,078 |
Notes:
- Cash aligns with policy: Board $50k + Compensation Chair $20k + Audit member $10k + Commercialization member $10k = $90k.
Performance Compensation
| 2024 Annual Director Option Grant | Details |
|---|---|
| Annual option shares | 4,600 (awarded to each non-employee director at 2024 AGM) |
| Grant-date fair value | $46,078 |
| Exercise price | Fair market value on grant date |
| Term | 10 years |
| Vesting | Annual grant vests in full on first anniversary of grant |
| Initial director grant (policy) | 9,200 options; 1/3 at 1-year, then monthly over next 24 months |
| Clawback | Equity awards subject to company clawback policy |
Other Directorships & Interlocks
- Current public boards: Theravance Biopharma (Chair N&G; Audit), Mereo Biopharma (Chair Audit; Remuneration).
- Private boards: Palleon (Lead Director; Chair Audit/Comp), Freenome (Chair Audit; Comp).
- Company policy on director service limits seeks to mitigate overboarding risk.
Expertise & Qualifications
- Audit Committee Financial Expert; deep experience across venture investing, executive leadership, banking, research; oncology/biotech domain knowledge through prior roles.
- Advanced scientific training (Ph.D.) plus capital markets background strengthens Compensation and Audit oversight.
Equity Ownership
| Ownership (as disclosed) | Amount |
|---|---|
| Beneficial ownership of KPTI common stock (Apr 10, 2025) | 15,743 shares; <1% of outstanding |
| Stock options outstanding (Dec 31, 2024) | 16,409 options |
Notes:
- Beneficial ownership includes shares and any options/rights exercisable within 60 days of the record date per SEC rules.
- Insider Trading Policy prohibits hedging/shorts/derivatives and pledging, with narrow exceptions requiring approvals; director pledging needs Audit Committee approval. This supports alignment and reduces risk.
Governance Assessment
-
Positives
- Independent director with significant committee leadership; designated audit financial expert, enhancing oversight quality.
- Strong engagement shown by ≥75% attendance standard met by all incumbents; serves on three committees including Compensation Chair.
- Director pay structure is balanced (cash + options), with FMV strike, 10-year term, 1-year minimum vesting for annual grants; subject to clawback—aligns incentives with shareholders.
- Company policies limit director overboarding and restrict hedging/pledging, mitigating key governance risks.
-
Watch items
- Multiple concurrent roles (two CEO positions at private biotech companies and multiple boards) could present time-commitment pressure; however, Board independence affirmed and service-limit policy in place. Monitor ongoing capacity and engagement.
-
Processes and controls
- Audit Committee oversees related-person transactions, financial reporting, and cybersecurity risk; Compensation Committee (which she chairs) oversees pay design, succession, equity grant timing, and clawback implementation.
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RED FLAGS
- None disclosed in the cited filings regarding attendance shortfalls, hedging/pledging, or related-party transactions involving Dr. Pakianathan; continue monitoring standard related-party disclosures and Section 16 compliance in future filings.